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It is stipulated by and between the undersigned parties, by their respective attorneys,
subject to the approval and entry of the Court that:

1.Defendants, CBS Corporation, Infinity Broadcasting Corporation, and Outdoor
Systems, Inc. (collectively "CBS"), desire to file a motion jointly with Plaintiff, the United
States of America, requesting that the Court modify the Final Judgment entered by this
Court on June 6, 2000. As a matter of policy, the United States does not consent to the
modification or termination of judgments without public notice and an opportunity for
public comment. Consequently, the United States has provisionally agreed with CBS to
file a joint motion requesting that the Court modify the Final Judgment (in the form
attached hereto as Exhibit A), upon completion of the procedures described below for
public notice and comment. The United States has also agreed with CBS to file a
Motion to Establish Procedures for Modification of Final Judgment (in the form attached
hereto as Exhibit B) together with this Stipulation.

2.CBS shall publish at its own expense a notice of the proposed termination of the Final
Judgment (in the form attached as the Notice of Proposed Modification of Final
Judgment Entered Against CBS Corporation, Infinity Broadcasting Corporation, and
Outdoor Systems, Inc., on June 6, 2000, Exhibit C) in two consecutive issues of (a) The
Wall Street Journal and (b) Advertising Age. An Order directing such publication (in the
form attached as Order Establishing Notice and Public Comment Procedures for Motion
to Modify Final Judgment, Exhibit D) may be filed and entered by the Court without
further notice to any party or any other proceedings.

3.The United States will publish in the Federal Register a notice (in the form attached
as Federal Register Notice, Exhibit E) announcing the proposed modification of the
Final Judgment and the United States= provisional consent to it. The Federal Register
notice will summarize the Complaint, the Final Judgment, and the proposed
modification of the Final Judgment, describe the procedures for obtaining and
inspecting copies of relevant papers, and invite the submission of comments.

4.Within a reasonable time after the conclusion of the 60-day period for public
comment running from the publication of the notices required by paragraph 2, the
United States will file with the Court copies of any comments that it receives and its
response to those comments. If the United States has not withdrawn its provisional
consent to the modification of the Final Judgment based on the comments received, the
parties will file a joint Motion to Enter Order Modifying Final Judgment together with a
proposed Order Modifying Final Judgment. The United States reserves its right to
withdraw its provisional consent to file the motion to modify, which it may do at any time
before the entry of an Order Modifying the Final Judgment, by filing a notice of
withdrawal of its consent with the Court and serving a copy of said notice upon the
other parties.

5.The parties request that the Court refrain from ruling on any motion to modify the
Final Judgment for at least seventy (70) days after the date of the last publication of the
notices required by paragraph 2 of this Stipulation (i.e., at least ten (10) days after the
close of the period for public comment), to permit time for evaluation and filing of a
response to any public comments and submission of an appropriate motion.

6.In the event that the United States withdraws its consent, or if the proposed Order
modifying the Final Judgment is not entered pursuant to this Stipulation, then this
Stipulation shall be of no effect whatsoever; the making of this Stipulation shall be
without prejudice to any party in this or any other proceeding; and the Stipulation shall
not thereafter be used in this or any other action or for any other purpose.